Southern Copper : 9.20.2019 8K reporting Minera Mexico Senior Notes offering

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): September 20, 2019 (September 19, 2019)

SOUTHERN COPPER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	1-14066	13-3849074
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification Number)
	1440 E. Missouri Ave., Suite 160, Phoenix, AZ 85014
	(Address of principal executive offices, including zip code)
	[phone]
	(Registrant's telephone number, including area code)
	Not Applicable
	(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

• Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
• Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
• Pre-commencementcommunications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
• Pre-commencementcommunications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:

		Name of each exchange on which
Title of each class:	Trading Symbol	registered:
Common stock, par value $0.01 per share	SCCO	New York Stock Exchange Lima Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

ITEM 8.01 Other Events

On September 19, 2019, Minera Mexico, S.A. de C.V. ("Minera Mexico" or the "Company"), an indirect subsidiary of Southern Copper Corporation ("SCC"), issued a press release announcing that on September 19, 2019 it had priced US$1.0 billion aggregate principal amount of 4.500% Senior Notes due 2050, in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act of 1933. The transaction is expected to close on September 26, 2019, subject to customary closing conditions. The Company intends to use the net proceeds from this offering (i) to finance Minera Mexico's growth capital expenditures program, including a portion of the Buenavista Zinc, Pilares and El Pilar projects, (ii) for other capital expenditures and (iii) for general corporate purposes. A summary of this press release is attached hereto as Exhibit 99.1.

ITEM 9.01 Financial Statements and Exhibits

1. Exhibits:

99.1 Summary of press release of Minera Mexico. S. A de C.V. dated September 19, 2019.

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

2

INDEX TO EXHIBITS

Exhibits

99.1 Summary of press release of Minera Mexico. S. A de C.V. dated September 19, 2019.

104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SOUTHERN COPPER CORPORATION

By:	/s/ JULIAN JORGE LAZALDE
Name:	Julian Jorge Lazalde
Title:	Secretary

Date: September 20, 2019

4

Exhibit 99.1

MINERA MEXICO, S.A. DE C.V. ANNOUNCES PRICING OF US$1 BILLION AGGREGATE PRINCIPAL AMOUNT OF 4.500% SENIOR

NOTES DUE 2050

Mexico City, September 19, 2019.- Minera Mexico, S.A. de C.V. ("Minera Mexico"), an indirect subsidiary of Southern Copper Corporation ("SCC", NYSE: SCCO, BVL: SCCO), today announced that it priced US$1.0 billion aggregate principal amount of 4.500% Senior Notes due 2050 in an unregistered offering pursuant to Rule 144A and Regulation S under the Securities Act of 1933.

Net proceeds of the offering are expected to be used (i) to finance Minera Mexico's growth capital expenditures program, including a portion of the Buenavista Zinc, Pilares and El Pilar projects, (ii) for other capital expenditures and (iii) for general corporate purposes.

The 4.500% Senior Notes due 2050 have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This announcement does not constitute an offer to sell or the solicitation of offers to buy any security and shall not constitute an offer, solicitation or sale of any security in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Minera México, S.A. de C.V., the largest subsidiary of Southern Copper Corporation, is one of the largest mining companies in Mexico in terms of revenue and operating income. Minera Mexico is primarily engaged in the extraction, processing and sale of copper, molybdenum, zinc, silver, gold, lead and by- products, and operates 7 mines, 2 smelters and 2 refineries across Mexico.

Southern Copper Corporation is one of the largest integrated copper producers in the world. Our major production includes copper, molybdenum, zinc and silver. All of its mining, smelting and refining facilities are located in Peru and Mexico and it conducts exploration activities in those countries and in Argentina, Chile and Ecuador.

###

Investor Relations Department

Southern Copper Corporation

1440 East Missouri Ave, Suite 160 Phoenix, AZ 85014, USA

Phone: [phone]

Fax: [phone]